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Ash, Solicitor
Category: Law
Satisfied Customers: 10914
Experience:  Solicitor with 5+ years experience
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This is a B2B issue. My company was appointed to provide a

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This is a B2B issue.
My company was appointed to provide a new website value c20k, deposit paid c14k.
We tried to hand over the website which was practically complete, aside from, errors, amends, omissions, which we describe a snagging.
The client rejected the website stating there were too many errors to remedy, and informed us they no longer wish for our company to work on the new website, and will not pay the balance.
We and our client signed our contract, two critical clauses 1 being failure to handover working website = full client refund and 2 if client terminates our services we are entitled to be paid for the appropriate percentage of work, 10 week contract cancelled at 7 weeks = 70% payment.
The website is c20 weeks overdue, (some which was authorised by client some not)
We agreed a compromise agreement, however on my company trying to transfer the mostly completed website found that their server is not compatible (server compatibility was not contracted). We have offered their website on an appropriate server and volunteered to fund for 6 months. They rejected as they can not connect their bespoke admin programs, again not mentioned or contracted.
They are now trying to invoke the Full refund clause. Our view is that they technically terminated our services denying our company the opportunity to make good our work, so we are not able to complete the website.
Do we have a case to pursue an appropriate additional payment for our work, and od they have a case to pursue a refund?
Points are
They signed our order contract
Submitted: 1 year ago.
Category: Law
Expert:  Ash replied 1 year ago.
Alex Watts : Hello my name is ***** ***** I will help you with this.
Alex Watts : Were the informed it would be late and signed off various stages please?

Creative was signed off quite early, and yes they were informed of lateness and reasons

Alex Watts : Haven't we spoken about this before?



Alex are you there?

Alex Watts : Yes I am here

Wow..please give me more than 1min to answer, as soon as i got the email i clicked in and you've already gone?

Alex Watts : Sure, it shows I am offline when I have just changed screens

Okay, what the next question please?

Alex Watts : You asked if you have a case to pursue. Didn't we cover this before when we spoke? I said yes then just looking at the old question
Alex Watts : you are entitled to a reasonable fee for reasonable work done, the law allows that
Alex Watts : I don't think they can ask for a refund bearing in mind it is bespoke and they signed off the stages

Yes i remember this advise, however they have now said because of the server compatibility issue that they cannot get another company to continue/complete our work.

Alex Watts : Is that true?

Yes their server is not compatible with the website, however we have made it available on another server but they have rejected because they can not connect their back office admin. We have said that we have never allowed or taken into account/priced or commented on connecting other facilities to the website, so it can be a reason for rejection.

Alex Watts : But was that ever part of the spec to connect to back office?

No it was not.


We did reach a compromise agreement and new settlement, however when we tried to install on their server we found the compatibility issue.

Alex Watts : Did they ever tell you their back office software so you knew it wouldn't comply?

No they did not; as a business we do not connect back office admin systems to websites, it is not within our skill set. Obviously they had prior knowledge of their internal systems and assumed that they would be able to connect without asking/checking.

Alex Watts : When dud you find out about back office so could reasonably know whether it would work?

When we offered their website, as part of a compromise agreement that superseded the previous contract, we found that their server was not compatible, we then offered a solution with a different Linux Server they rejected and informed us only at that time that they had a software program that would only work on their Windows server...which is not compatible with a Linux Server.

Alex Watts : Ok. But they didn't tell you this beforehand?

We knew they had back office systems but had no knowledge of what/how/when they planned to connect to their website and were never asked or informed about their current software which would have affected the specification form the outset

Alex Watts : Ok. If you didn't know they are not entitled to a refund, you don't have a crystal ball.
Alex Watts : You are also allowed a reasonable fee for work done,
Alex Watts : Can I clarify anything for you about this today please?

They are asking for refund because we failed to hand over a 100% fully working website, detailed in our contract, I have said that we could not arrive at that position as they terminated our services at a critical stage...handover and snagging. They claim that there were too many errors/problems and that they had lost confidence in our ability to complete the work.

Alex Watts : Indeed. That's why you are entitled to your feel
Alex Watts : fee
Alex Watts : If you brought a car but they were making it and you picked it up without an engine of course it won't work. They hadn't let you finish
Alex Watts : Does that help?
Alex Watts : And when they wanted to move its like putting petrol in a diesel engine. But unless you know it was a diesel engine you wouldn't have known it wouldn't work,

Last part Alex because the website was late, partly (60%) our fault, determines that the full term of the contract and c20 weeks beyond, how do we apply our contracted terminating fee calculation clause?

Alex Watts : But they knew it was late. They have accepted that breach by allowing you to continue for the 20 odd weeks.
Alex Watts : You are entitled to whatever the usual rate would be for the work done.
Alex Watts : I would however be pragmatic and offer some sort of discount given the difficulties.

Thanks, ***** ***** weekend

Alex Watts : And you, please remember to rate as always,
Alex Watts : Dont forget if you have further questions I can answer them if you put for Alex w
Alex Watts : confusingly there are three of us called Alex
Ash, Solicitor
Category: Law
Satisfied Customers: 10914
Experience: Solicitor with 5+ years experience
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